Form 4: SJW Group CEO Eric Thornburg Reports Stock Vesting and Tax Withholding

Eric Thornburg, President & CEO of SJW Group, reports the vesting of restricted stock units (RSUs) and subsequent tax withholding, resulting in changes to his beneficial ownership of common stock.

Summary

• On February 28, 2025, Eric Thornburg, the President & CEO of SJW Group, reported transactions related to the vesting of restricted stock units (RSUs).
• A total of 12,471 shares of common stock were acquired through the vesting of 2022 RSUs, based on the attainment of performance goals related to average return on equity (ROE) and relative total shareholder return (TSR) from January 1, 2022, to December 31, 2024.
• 4,503 shares were withheld to satisfy applicable withholding taxes related to the vesting of these RSUs at a price of $52.67 per share.
• Following these transactions, Thornburg's total beneficial ownership of SJW Group common stock is 78,418 shares.
• This includes 59,162 shares of common stock, 412 shares acquired through the Employee Stock Purchase Plan on January 31, 2025, and 18,844 shares underlying RSUs that will vest in the future.

Sentiment

Score: 6

Explanation: The sentiment is neutral. The document reports routine transactions related to executive compensation. The vesting of RSUs suggests that performance goals were met, which is mildly positive, but the tax withholding is a neutral event.

Positives

• The vesting of RSUs indicates that performance goals related to ROE and TSR were met, which could be viewed positively by investors.

Negatives

• The withholding of shares for tax purposes reduced the number of shares directly received by the reporting person.

Risks

• Future vesting of RSUs is contingent upon continued service and potentially the achievement of further performance goals, which introduces some uncertainty.

Future Outlook

The reporting person holds 18,844 shares of Common Stock underlying RSUs that will vest and become issuable in accordance with their terms.

Industry Context

Form 4 filings are routine disclosures for company insiders and provide transparency into their transactions in the company's stock. Vesting of RSUs is a common form of executive compensation.

Comparison to Industry Standards

• Executive compensation packages often include RSUs that vest based on performance metrics like ROE and TSR.
• Companies like American Water Works and Essential Utilities also use similar equity-based compensation plans for their executives.
• The specific ROE and TSR targets would need to be compared to industry benchmarks to assess the difficulty of achieving the vesting requirements.

Stakeholder Impact

• Shareholders may view the vesting of RSUs positively as it indicates that performance goals were met.
• The transactions have a minimal direct impact on employees, customers, suppliers, or creditors.

Key Dates